Animorphs: The Rebellion
by goofnutgav
Summary: I have seen a lot in my life, but nothing compares to being visited by an omnipresent being and have the fate of an alternate version of Earth being placed on my shoulders, but I have survived many unthinkable things and now I'm part of a resistance group that's fighting against parasitic aliens with the ability to morph into any animal, so this is my story.
1. Chapter 1

My name is Jeremy Roberts and my life was far from normal since those who live normal lives mostly worry about growing up, graduating from high school, finding a job, and dealing with family issues.

For me, I've never had those kinds of luxuries but I certainly do have family issues due to being a genetic experiment and raised in a lab with my fucked up younger brother by a twisted scientist called Harlan Wade, our grandfather who treated us less than human and we became known as company property by the corrupt Armacham Technology Corporation until I was deemed a failure and had my memories erased when I was 18.

After that, I was drafted into the US Army and had been a soldier for most of my adult life until I was transferred into the special forces unit known as FEAR, a US Army black ops division that mainly deals with the paranormal and other events that US soldiers aren't trained to handle before my past came back to haunt me, literally.

After what I experienced from the results of my psychotic brother Paxton Fettel and our insane deceased mother Alma Wade's actions, I had discovered the ugly truth about myself and everything came flooding back which made me feel anger and hatred for what Armacham did to our mother and us, but I had a new sibling now after many events occurred throughout an entire year and managed to let go of the past once I killed my brother for the last time and helped my mother move on from her torment.

Long story short, that was my entire life and I had taken the name Jeremy Roberts to ensure that what's left of Armacham couldn't find me and my newborn sibling, but now everything had become way more complicated for me and the kids I have come to call my friends.

Have you ever heard of the butterfly effect? Well, in chaos theory, the butterfly effect is the sensitive dependence on initial conditions in which a small change at one place in a deterministic nonlinear system can result in a large difference in a later state. This was theorized by a man named Edward Lorenz, who theorized that a hurricane could've been formed from as something as simple as a butterfly flapping its wings several weeks earlier.

To an ordinary mundane person, it sounds unbelievable but I have seen the impossible before so nothing surprises me and I believe in the concept itself since small changes can easily affect the outcome of the future if you try hard enough, which is what my allies and I are trying to do.

Who are we? We are the ones who are protecting you from the threats you don't know, the things you probably don't want to know, but the fact that you're reading this proves you at least want to know what's happening here...and what are we protecting you from?

The Yeerks, an entire race of small slug-like parasitic aliens and they truly exist while they are here on Earth. Now, you might call me crazy and say that they don't exist, but they are here and you can't see them...well, you can at the same time but you don't know they're there.

Your friends, family, girlfriend, son, daughter, school teachers, police officers, employees of the federal government, military personnel, even the President and his Cabinet could be Yeerks acting as human Controllers and you wouldn't even know, which is a scary thought.

That's what the Yeerks are, they climb into your ear, wrap around your brain and merge into it while taking complete control of your body and having perfect access to your memories, knowing everything about who they control and able to mimic them almost flawlessly while the original host watches helplessly in the passenger seat. The seriously terrifying thing about this is that you might never know if your family or coworkers are Controllers or not, and that's what makes it hard to trust someone since saying something to the wrong person could get you killed or enslaved.

In this new world I found myself in, the Yeerks are here and they want Earth so that they can control all of humanity to continue their path of conquest against their enemies, another alien race called the Andalites. During my stay on this alternate version of Earth, I've discovered that humans are not the first race Yeerks have conquered and learned that reportedly hundreds of other species have been taken over, some like the Taxxons, Hork-Bajir, and Gree but there are many more I have heard of that are just as dangerous.

Me and my fellow resistance fighters, we are all that's standing in the Yeerks' way of global takeover and between freedom or enslavement. There is only a handful of us right now, but we'll grow and build an army of resistance fighters who'll keep fighting until we either eliminate the Yeerks or force them off our planet for good.

It all might sound crazy when you think about it, but I have seen unthinkable paranormal horrors and been in a war before so an alien invasion and other dimensions aren't that far fetched to me and to think it all started about a month ago when I was visited by a strange being who needed my help.

* * *

I gently shushed my little sister, Hannah, as we were in a motel room and carefully rocked her to calm her down while she was being fussy, hoping that we would be able to find a permanent place to stay that didn't have Armacham's influence everywhere.

It had been two months since I left the ruins of Fairpoint and remained on the run with Hannah so that Armacham wouldn't find us and take my sister away, making sure to use many aliases to make it much harder to track us down but I took up the name Jeremy Roberts so that I could finally have a sense of identity and feel more human instead of using the title First Prototype to remind me of my dark past.

In any case, I had felt comfortable enough to stop at a motel in Nevada once I made sure we weren't being followed by anyone suspicious but I was tired of being on the run and it was not the life Hannah should live so I needed to find a place that was safe from Armacham's influence and settle down so that I could give Hannah the life she deserves without becoming like me or God forbid, my brother Paxton and my mother.

I didn't know what to do since this was the first time I was raising a child and started to consider leaving her with a nice family so that she wouldn't be in danger, but I knew Armacham was everywhere with having the police and the government on their payroll and they could kill whoever is raising Hannah and take her anyway since I fully understood just how cruel and ruthless the company is.

It was then that I made my choice to keep moving until we could find a home where Armacham couldn't find us and raise her to be a better person than me and my brother used to be. I sighed and put Hannah in a rented crib before tucking her in and running a hand through my neck-long hair, heading to the bathroom and turning on the light as I peered at myself through the mirror.

I looked like hell with my long hair looking slightly messy and my beard appearing bushy from lack of care as I took off my clothes and got into the shower, letting out a breath of relief from the warm water relaxing my muscles and making me lower my guard as I rested my hands against the wall and let the water cascade down my back while I pondered my options.

_'Okay, Jeremy, need to find a safe place away from Armacham and settle down for Hannah so that she can live a mostly normal life away from them,'_ I thought while lathering up my hair with soap and washing it to get the grime out before using a razor to shave my beard and also cutting my hair with a pair of scissors until I was clean-shaven and my hair was short while it was spiked up at the front.

Once I was done taking a shower, I slipped on a blue jeans jacket, black t-shirt, green cargo pants, and work boots before stepping out of the bathroom and that's when I had the feeling that I wasn't alone. My training kicked in as I instantly scanned the room and cautiously headed to the dresser where one of my Strader MK. III handguns were safely hidden, taking out one of the handguns and taking the safety off just as I felt a presence behind me and spun around with my gun up as the sights lit up orange when I spotted the strange creature standing next to the front door.

I kept my gun trained on the creature as I studied it, seeing that it vaguely looked humanoid but it has rainbow-colored quills instead of hair with four wings coming out of its back like an angel, four arms along with four eyes, and its feet looked like talons as I narrowed my eyes and made sure to keep that thing in my line of sight to prevent any ambushes it might be planning.

**"Don't be alarmed, Jeremy Roberts, I mean you and your sister no harm so you can lower that gun," **the creature reassured calmly with its male voice carrying a slight echoing tone but I kept aiming at him and decided to make him understand that I was not going to lower my gun for any reason.

"Don't move and keep your...hands...where I can see them," I warned coldly with a glare, my voice rough and gravelly and the creature slowly raised his four arms as he smiled peacefully.

**"Very well, if that's what you wish," **the creature relented as I stood in front of my sister's crib and tilted my head in slight confusion since I've never seen anything like him before.

"What...are you?" I asked carefully and decided not to shoot him since he wasn't being a threat yet but I still aimed at him since I didn't know what to make of the creature in front of me.

**"I am not your enemy, Jeremy, but I have come to you for a reason so please hear me out," **the creature told me and I frowned uncertainly as I hesitantly lowered my gun since something about him told me that he wasn't a threat to me and my sister while some part of me was interested in what he had to say.

"Alright, I'll give you the benefit of the doubt for now, but bear in mind that I don't trust you and I'm keeping my weapon out at all times," I stated suspiciously and the creature nodded in agreement.

**"I understand, you're just trying to protect your newborn sister so your terms are fair," **the creature said as I warily headed over to the single bed and sat down while I gazed at him.

"Okay, speak your mind and if I hear something I don't like, you are leaving or I will kill you," I warned and the creature kept his distance as he sent me a calm expression that told me he understood.

**"Very well...to start, I am known as the Ellimist and I'm not from this dimension but the reason I'm here is that I need your assistance,"** the Ellimist started and I frowned.

"Why are you here and why do you need my help when you could've asked anyone else on this planet?" I questioned in confusion and tensed up when the Ellimist started looking grim.

**"Because something terrible is about to happen in the future but let me explain. Where I'm from, there is a version of your Earth that's being invaded by an alien race and a group of resistance fighters has been fighting against them at the risk of their safety...only years from now during the final battle, a horrible change of events occurs and the group is slaughtered before a paradox happens in time itself.**

**How this happened is that a terrible being so filled with evil and madness appeared and the war was lost when he just...massacres them in horrific and unthinkable ways after forcing them to watch him butcher their loved ones before their eyes.**

**The monster responsible for murdering the resistance group and their loved ones proceeded to go on an unstoppable rampage across the planet and wiped out all life on it, even the invaders were targeted and no one survived the bloody slaughter while he was so consumed with insanity and darkness that even I was unable to stop him from his horrifying path of genocide.**

**The monster that wiped out all life on the planet...was your brother Paxton Fettel and he had become something that couldn't even be seen as human anymore,"** the Ellimist explained gravely and I was shocked to hear that my brother was back and felt seriously disturbed that he had committed atrocities in another dimension.

"That's not possible...I shot him again and it should've stopped him completely," I pointed out.

**"Unfortunately, he somehow came back and is more dangerous than ever so I have an idea who's responsible but there's nothing I can do about it for now and now we come to the reason why I'm here,"** the Ellimist told me and I nodded.

"You need help to stop my brother and I'm the best option since I appear to be the only one who can make sure he never comes back...I'm sure that this decision you made to get involved has consequences," I stated and the Ellimist frowned.

**"A certain old enemy of mine was not pleased in the slightest with my decision, but we came to a compromise where I'll be allowed to place you in our reality where you will change events to ensure that dark and terrible future will never happen, and make it so you'll achieve whatever means you believe will prevent that tragic event and help guide the resistance group to a better future.**

**However, my enemy will be allowed to set specific events into motion that did not occur in the original timeline, events that could drastically change the course of the war. They will be small at first, but eventually..."** the Ellimist trailed off and I hardened my eyes since I knew what he was implying.

"Whatever events that happened originally could alter in such a way that could make things worse or better, but what you're concerned about is that you don't know what might happen because of me and my brother getting involved so I'm going to need knowledge about this version of Earth and any trump cards if I want to have an advantage," I finished and the Ellimist nodded.

**"Everything will be taken care of so you'll have nothing to worry about. Do you accept the offer?" **the Ellimist asked and I held up a hand.

"Answer me this before I make a decision...what'll happen to my sister? I can't leave her alone in some motel and if you want me to help you, I'm going to need more trump cards than just knowledge of the universe I'm being sent to," I stated and the Ellimist looked thoughtful as he considered telling me what'll happen next.

**"Your sister will be safe and cared for while you're busy changing events to prevent your brother's genocide and your age will be regressed into a teenager, as you humans say, to better fit in with the group you'll be fighting alongside with but if you die in my reality..." **the Ellimist trailed off and I understood the implications of what he was saying.

"I disappear in this reality and everyone's memories of me are erased from existence," I pointed out, having an idea that this was how the Ellimist and his enemy's war game worked and being in combat taught me a lot about how it was supposed to go.

**"Yes, I'm sorry but those are the rules...well, some of them," **the Ellimist muttered and I became silent as I contemplated my options, the Ellimist giving me the chance to see another version of Earth and stop my brother while saving lives or getting killed and people forgetting about me.

If I was anyone else, I would've refused but I knew just how much carnage my brother was capable of and I couldn't let him kill so many innocent people who have nothing to do with Armacham and some part of me that managed to find the good in people wanted to help them, if only to right the wrongs my brother, mother, and grandfather had committed throughout the past year during my discovery of my past. It was then that I decided to agree since the guilt would eat me alive if I abandoned 7 billion people to be butchered by my psychotic younger brother.

"Alright, I'll do it so what are these rules and what are the differences in the timeline that you can tell me?" I questioned the Ellimist looked surprised.

**"I'm surprised, I didn't think you would agree so quickly since you don't appear to be the one who would just agree to something so fast," **the Ellimist pointed out.

"I know the amount of death and horror my brother is capable of and he needs to be stopped before he wipes out all life on your version of Earth, not to mention that he won't stop at one planet once he decides that he wants more bloodshed," I said logically and the Ellimist nodded since I had a point.

**"Very well, the rules are simple really but the first thing you need to do is be with the resistance group while they are using a certain construction site as a shortcut, then you will gain a special ability that this group is well known for using against their enemy before helping them in the war with your enhanced reflexes and surgical precision with firearms.**

**As for the rules, they are simple really. First, you cannot reveal the location of an artifact called the Time Matrix while it's buried at the construction site. Second, while you can tell the group some of their futures, you can't reveal to them their full fates so you cannot warn one of them about what'll happen to her in the future yet. I will have a list of events you cannot tell the group directly,"** the Ellimist listed and I looked thoughtful.

"That sounds fair since there are probably certain events that are fixed in time and changing them would have serious consequences that'll make things even worse," I guessed and the Ellimist nodded as I asked, "Okay, what else do I need to know?"

**"Thirdly, the group is not allowed to read future events in a novel series that's about them but you are allowed to let them read novels whose events have already transpired, so that should be it,"** the Ellimist replied and I blinked at that.

"Those rules sound simple but I can work with that...this group, what're they called?" I inquired curiously.

**"They are called the Animorphs and you will discover why later, though for now, there are several changes you may notice. First off, unlike in your world where it is in the 2020s, it is the 1990s in the Animorphs' world and you will notice that the Animorphs themselves are older than they were in the novel series, much closer to the age you will take and they'll be in high school rather than middle school,"** the Ellimist explained and I was taken aback by what I just heard.

"So, you're telling me that the Animorphs consists of kids that are barely in their teens during the original timeline...why the change?" I asked in concern since it was shocking to hear that kids that young were involved in a war.

**"It's simply the way things are now and neither I nor my enemy Crayak have control over this,"** the Ellimist answered and I made a face at that.

"Okay, thanks for notifying me ahead of time so how are you going to take me to your version of Earth?" I questioned and the Ellimist simply smiled as the room around me suddenly rippled and changed before my eyes until I was in a bedroom that had white walls and a desk along with a simple bed and dresser while I noticed that Hannah was gone.

"I suppose that answers my question, but where am I now and what happened to my sister?" I asked with a calculating stare and looked at myself in a nearby mirror to see I was 18-years-old again.

**"As I said before, your sister will be safe and cared for while you're here and as to where you are, you're in your new home. It is a large house I have constructed where it is close to a valley that'll eventually hold refugees of an alien race and is protected the same way. I intentionally made it blank so you would have room to customize it, though I have taken the liberty of adding some features here you can use for your war against the invaders,"** the Ellimist explained and I arched a brow at that.

"What do you mean by that?" I wondered and the Ellimist simply chuckled as he gestured to a nearby wall, where a poster of a wolf appeared on a wall.

**"You will find out in due time...behind the poster is a large safe, which contains an entire collection of Animorph books and episodes of the TV show on DVD along with your weapons and gear, so be sure to read all of the books and watch the show to ensure that you have deep knowledge about this version of Earth before you get started," **the Ellimist instructed as I flicked the fire selector on my handgun to safe and did a brass check.

"I will and thanks," I said as I headed to the dresser and put the gun inside since I wouldn't be needing it right now.

**"Your welcome, now my time is up and I must leave so take some time to explore the house before you go since you'll find many surprises here. One more thing, check your bank account because I left you a little something to help you so goodbye," **the Ellimist informed me before disappearing in a flash of light and I sighed as I looked around.

"Hannah, I hope you'll be okay...judging by the calendar that's on the wall near the bed, the year is 1996 so I'm going to need something to occupy myself while having free time," I muttered just as a note appeared before me and I read through it after catching it.

'Jeremy, since I know you'll be needing something to do between missions, I took the liberty of setting up a game and movie library in your new home while making sure an indoor shooting range and kill house is added. The game and movie library contains titles and systems that have not been released yet and are in the room next to yours while the kill house and shooting range are in an underground space beneath the house, so enjoy,'

"Thanks, Ellimist," I said gratefully as I knew that I would need to keep my skills sharp during the coming days.

* * *

I spent a few minutes exploring the house and the more I saw the interior of the house, the more I felt impressed by what the Ellimist has done with the place since it was like he knew everything I would need to help the Animorphs as best I could in more ways than one. Recalling his advice, I checked how much money I had in my bank account and was more than stunned by what I had discovered.

I had over a trillion dollars in cash in the bank, which was almost the amount of money spent by the Allies in World War II so money would not be a problem for the foreseeable future. However, thanks to the Ellimist, he had taken the liberty of dividing the money into multiple different accounts across the US to avoid any suspicion and made sure I had different permits for many legal firearms so that I wouldn't get in trouble with law enforcement.

Also, I found out that the house itself was large with three stories that had kitchens, bathrooms, and bedrooms which told me that I could have twenty people live in this house comfortably and I had also found a bunker that had the shooting range with the kill house under my new home while there were massive storerooms stocked with enough food and water for me to survive the aftermath of World War III if it ever happens.

After I had explored the house enough, I went back to my room where I gathered intel on this world by reading the Animorph books and watching the TV show and I was fascinated by these kids having the ability to shapeshift into any animal because of alien technology, though I was still concerned that they were fighting in a war against parasitic life-forms called Yeerks at such a young age and that it had lasting effects on them after the war ended and one of the Animorphs was killed during the final assault against the Yeerks.

Reading all the books and seeing the show reminded me that I was now in an alternate version of Earth where these kids weren't fictional anymore, but actual people who used to have normal lives and were struggling to survive in a hellish situation they were thrown into where they couldn't trust anyone like their families or authority figures while trying to keep their humanity in the process.

I knew that they wouldn't survive when they encounter my brother, which is why I decided to agree with the Ellimist's offer because they needed someone to guide them to a better future and prevent the deaths of Tom and Rachel that occurred during the final assault since Jake and the other Animorphs didn't deserve to go through that, but the open-ending in the final book made me frown since there's no telling what'll happen next after that and it peeved me since I had no idea what I would be walking into when that happens because of it being unknown territory.

Once I was done thinking about what I had learned and grabbed a Glock from the new armory I had found earlier, I located the garage of this place and found a 1993 Ford F-150 pickup while I was glad to have learned how to drive and gotten a license after I was drafted into the US Army. With the help of my new truck, I managed to navigate an old dirt trail out of the woods and back onto a road, using a GPS to get into town without much trouble.

While I was driving through the streets, I kept my eye on the seemingly normal people walking around on the sidewalks and reminded myself that many of them may already be infected and it had me remain on high alert since I didn't know who was a Controller or not but the books and the show helped me figure out who is infected so it would give me an advantage if I encounter any of them.

I drove the truck to the one place I knew I would find the Animorphs today, which was the Mall. According to the first book, this is where all of them were before they headed to the construction site and I hoped to find them before seven o'clock, which is when Elfangor will arrive. After I parked in the parking lot and headed inside the Mall, I spent most of my time pondering on who to locate and concluded that the easiest future Animorph to find would be Tobias.

But, after several minutes of searching, I discovered that I had no idea where he could be and even though I had a general idea of what he looked like thanks to the book covers and the show, it still wasn't much to go by but thankfully I knew that he liked reading so I headed to the bookstore. Fortunately, there were five other people in the bookstore consisting of the shop assistant at the desk, an elderly man looking at classic novels, a young couple in the reference section, and a male kid one year younger than me looking at sci-fi books.

The kid was about average height with unusual shining green eyes, messy dirty blond hair, and a dreamy expression on while he was looking at a Star Wars book. I was almost positive that I had found Tobias, but I had to be sure since I couldn't afford to make any mistakes or bad judgment calls because humanity in this version of Earth is in danger of complete extinction because of my brother's heinous actions.

_'Okay, let's gain his trust by starting casual and chatting about his favorite genre,'_ I thought as I calmly walked up to him and asked, "So, you like science fiction books?"

The kid suddenly snapped out of his daydreaming and looked at me suspiciously before smiling and replied, "Yeah, I love Star Trek, Star Wars, and things like that with aliens in them, which is so cool. What about you?"

"I have a slight interest in them since Sci-Fi has fascinating topics to explore and anything is possible in it if you put your mind to it. Name's Jeremy Roberts, you?" I asked while I stuck my hand out and the kid shook it.

"I'm Tobias and it's nice to meet you, Jeremy," Tobias greeted and I smiled slightly.

I had found who I was looking for and now I needed to stay with him until we find Jake and Marco, then my mission truly begins once the future Animorphs find each other and we head to the construction site where Elfangor will show up but now I needed to ease myself into the group so that they won't have any reason to think I was a threat to them.

"You too, so what's your favorite Sci-Fi book so? I like Star Wars mostly," I said and we started chatting about Sci-Fi in general.

* * *

Tobias and I spent a lot of time talking about Sci-Fi and each other, though I had to lie about most of my past and it was odd talking to someone who's supposed to be fictional but I got used to it and it was nice to have a decent conversation with someone for the first time in my life since most people I've encountered either tried to kill me or was too focused on the mission to have a real chat with me.

As we talked, I've introduced him to a few things in Sci-Fi that he didn't even know existed and was interested in it.

"So, this...anime stuff is really good?" Tobias asked as we left the bookstore together, the two of us having bought several books there.

"Yeah, anime has all sorts of genre and I've just recently become fond of mecha anime, like Gundam and Macross so you'd be surprised what you can find once you look hard enough," I replied and Tobias smiled as he nodded, appearing much happier than when I met him.

I knew that the poor kid was always described as lonely with only a few friends, but he was practically beaming that he had a true friend now and I understood how lonely he was since I didn't have any friends growing up and my brother was forced to rely on me until that bastard Harlam put all his attention on him when I was deemed a failure in Project Origin and Paxton's mental state unraveled after our mother contacted him when he was ten.

After leaving the bookstore, we were walking when we encountered two male kids a year younger than me with one of them having long black hair with brown eyes while the other one had brown hair and brown eyes, which told me that they might be Jake and Marco.

"Hey Tobias, who's your new friend?" the kid with long hair asked curiously once we caught up to them.

"Hey, I'm Jeremy," I greeted as I shook his hand.

"Cool, I'm Jake and that's Marco," Jake introduced while Marco waved.

"What's up?" Tobias inquired, quickly changing the subject and Jake shrugged.

"Not much, we're heading home," Jake replied and Marco decided to speak up.

"Out of quarters since "certain people" keep forgetting that the fucking Sleaze Troll shows up right after you cross the Nether Fjord, so "certain people" keep losing the damn game and losing the damn quarter," Marco commented as he gestured at Jake with his thumb, just in case we couldn't figure out who he meant by certain people.

"So, maybe we'll walk home with you guys," Tobias offered and Jake nodded.

"Sure, why not?" Jake said and I shrugged.

"I'm good with it," I agreed and as we continued walking, the four of us talked about each other while I lied about my past again but nothing too major and I was mostly truthful when I said things like how I arrived in town a while ago and other things like that.

As we kept walking, we came across two girls that were close to Jake's age as one of them had long blonde hair, blue eyes, and looked like she was a model from a fashion magazine while the other one had dark skin and her hair was really short as she looked like she belonged on a farm than a mall, then I instantly recognized them as Cassie and Rachel while we approached them.

"You guys going home? You shouldn't go through the construction site by yourselves, being girls and all I mean," Jake stated and Rachel shot him a glare for his sexist comment.

"I'm sorry, asshole, are you going to come and protect us, you big strong m-a-a-an? You think we're helpless just because-" Rachel started to retort and was cut off.

"I'd appreciate it if they did walk with us and I know you're not afraid of anything, Rachel, but I guess I am," Cassie admitted suddenly and Rachel rolled her eyes before looking at Tobias and noticed me standing next to him.

"Who's that? Friend of yours, Tobias?" Rachel inquired and Tobias scratched the back of his head sheepishly.

"We just met, actually, but yeah...he's a friend," Tobias confirmed and I held out a hand as I approached the two girls.

"Name's Jeremy, nice to meet you," I said while Rachel and Cassie each shook my hand and I had felt successful that I found all five founders of the Animorphs except for Ax.

"Nice to meet you, Jeremy, my name's Cassie and this is my friend Rachel," Cassie introduced and I nodded.

"Nice to meet you too," I said while I was appearing casual.

"Yeah, so are we going through this thing or not?" Rachel questioned and we all decided to take the shortcut through the construction yard.

And just like that, it was just the six of us walking through the construction site and to anyone else, we would've looked like your ordinary group of teenagers but I knew differently and I knew what would happen in just a few minutes. That's when we cut through the construction site and I subtly scanned the night sky while making sure not to look suspicious and that's when I saw it.

"What the hell?" Tobias muttered and it caused Jake to look at him.

"What is it?" Jake asked in confusion while Tobias was staring up at the sky like I am.

"Just look...the fuck is that?" Tobias questioned while he was looking astonished and unsettled at the same time.

Jake obliged by looking up and there it was, a brilliant bluish-white light moving across the sky faster than an airplane at first but then it started to slow down while we all watched the strange phenomenon.

"What the fuck is that?" Jake wondered in confusion and Tobias shook his head.

"Damned if I know," Tobias replied while I was staring at the light and knew that Elfangor was here as the light lowered from the sky and Cassie gasped in shock once we got a good look at it after it got closer to the construction site.

"Oh my God, it's a fucking spaceship!" Cassie exclaimed in alarm as the ship in question landed a few feet in front of us and the others tensed up while I was preparing for the first and final encounter with Elfangor.

* * *

A/N I know what you're thinking, why am I starting a new story when I have many others to focus on? The truth is that when I get an idea for a new story, it stays in my head and I'm unable to work on my other stories until I start writing it down.

Anyway, you already know by now that this is an Animorphs/FEAR crossover and I loved the books growing up, but I had recently discovered them again and I wondered what would happen if the Animorphs had an enhanced super-soldier as one of their members and the Point-man from FEAR came to mind, so I got started on this crossover.

As for Point-man, the only reason why he would ever accept the Ellimist's offer is that the thought of Paxton Fettel still being around and being responsible for a very dark and horrific future in an alternate version of Earth is enough for him to agree but he still has his reservations for now so don't worry if you think he agreed too eagerly.

I hope you all like the chapter and what do you think of Jeremy not having the two-hour time limit? I think that because of the genetic experiments he went through as a kid and having altered DNA, the Morphing Cube would have a different effect on him than the other Animorphs and it would be very advantageous to Jeremy if he can stay in a morph whenever he wants and change back without any problems.

One more thing, I'm going to be putting most of my stories on hiatus for the foreseeable future since I have too many of them and I need to focus on stories that I gain motivation to work on so sorry if you're all unhappy about that.

Let me know what you think about the concept of Jeremy not having the two-hour time limit because of his altered genetics and stay tuned.


	2. Chapter 2

We kept staring at the ship after it landed and the others went completely silent from the shock of seeing an actual UFO in front of them before Marco decided to say something.

"Jesus...it's an honest-to-God spaceship," Marco breathed out in disbelief while I was waiting for Elfangor to make his appearance.

"It's not exactly any spaceship I'd expect to see," Jake muttered with a dazed expression while Cassie was looking scared and Rachel was letting out a quiet nervous laugh.

He was right since it looked like the craft from Andalite Chronicles with being about the size of a school bus and its front end appearing like an oval-shaped pod as there were two crooked stubby wings attached to a long narrow shaft that extended out of the pod while there were long tubes at the end of the wings that glowed bright blue on the back end but they had gone out after the ship had landed. Finally, there was a deadly-looking tail that curved up and forward until it ended in a needle-like point.

"That tail must be some kind of weapon," I chimed in thoughtfully and Marco looked at me.

"No shit," Marco agreed uneasily.

"What the hell do we do?" Rachel questioned with her voice filled with shock and a tiny bit of fear, which didn't surprise me since they must be scared out of their minds.

"We should run and maybe we'll get away fast enough before whatever's in there comes after us," Marco suggested weakly.

"If we run, whatever's in there might...I don't know, zap us with phasers on full power or something," Jake quipped lamely and Marco shot him an unamused expression.

"Phasers are only on Star Trek, smartass," Marco stated dryly and I cleared my throat to get their attention.

"Good point, but that's a nasty-looking tail and besides, weren't phasers built by humans in Star Trek? Most of the other species used those disruptor cannons," I pointed out and Rachel shot me a look.

"Dammit, is now really the time?!" Rachel hissed in disbelief and I just shrugged.

"Just trying to keep ourselves calm and clear-headed," I replied and Marco didn't appear to like that.

"Well, you're doing a really shitty job of that, buddy," Marco retorted irritably and wondered, "Seriously, the hell is that thing?"

"I have no fucking clue but it doesn't appear to be doing anything right now," Tobias stated as I noticed that the top section of the pod was badly burnt with some parts starting to melt, no doubt the results of weapon's fire from the blade ship.

"It doesn't look very big, does it?" Rachel whispered as we watched the ship just sitting there.

"I'd say it's about...three or four times the size of our minivan," Jake said while I was wondering why Elfangor wasn't doing anything and hoped that he didn't die from his injury.

"I'm guessing that it's some kind of fighter ship like Slave One or something similar since they're usually no bigger than a bus," I said stoically.

"Seriously, why the fuck are you so calm right now?" Rachel demanded and I looked at her.

"If whoever or whatever is flying that thing were hostile, wouldn't they have tried to kill us already? That big blade certainly isn't for show," I pointed out and Marco cleared his throat.

"Hey, maybe we should get the fuck out of here and tell someone because this is pretty damn major, you know? Spaceships don't land in the construction site every day so we should call the cops, the army, the damn President or something because this is a really big discovery," Marco offered and Jake nodded.

"You're right, we should call someone," Jake agreed but I knew that none of them were going to leave since not only are they too scared to move, they were also curious about what could be inside the ship.

"Maybe we should talk to whatever's piloting that thing...I mean, we should communicate if that's even possible," Rachel suggested, looking like she didn't believe what she was saying and Tobias nodded before stepping forward with his hands up in a peaceful gesture.

"Hello? It's okay, we won't hurt you," Tobias reassured in a clear loud voice but there was no response.

"Do you think they speak English?" Jake wondered aloud and Cassie let out a nervous laugh.

"Well, everyone speaks English in Star Trek," Cassie told him uneasily as Tobias looked back for a second and stared at the ship again.

"Listen, we won't hurt you so please come out," Tobias reasoned and it was silent for a few seconds until a thin arch of light appeared on the smooth side of the pod part of the ship and it turned out to be a door of some kind while it opened slowly and lowered to the ground, causing the five future Animorphs to take a few steps back from alarm and I put on a big show by pulling out my gun and aiming at the glowing doorway.

_"Please, come inside and quickly," _a male soothing voice spoke in my mind and Tobias took a step forward until Marco grabbed his arm while Cassie let out a soft terrified gasp and Rachel laughed wildly while sounding unbalanced.

I frowned since this wasn't what happened in the first book and concluded that it was one of the changes the Ellimist spoke about, though I could see Jake looking incredibly tense from hearing Elfangor's voice in his mind as I lowered my gun.

I wasn't alarmed by the telepathic communication since I've experienced it plenty of times during my first and last mission in FEAR because of my deceased mother attempting to contact me and fill my head with disturbing visions that showed her unhinged mind, though it was like hearing your thoughts but it was much stronger and I smiled slightly from this incredible experience.

I saw Tobias suddenly spinning around and slugging Marco in the stomach which caused the comedian of the group to double over and let go as he wheezed and coughed from getting the breath knocked out of him, then Tobias stepped back with his fists clenched before turning around and quickly headed to the ramp and the open hatch.

_"Don't," _Elfangor warned and Tobias froze mid-step while Marco straightened up, still coughing and wheezing and I saw Jake looking ill while Rachel's laughter rose another octave and Cassie's frightened whimpers cracked as they gave way into open sobbing.

_"There will be peace between you, there must be peace between you. You must come together, all of you, or those you leave behind will be lost forever and you soon after," _Elfangor continued while I listened fully to what he was saying.

I looked at Tobias, whose eyes were wide and filled with fear while Marco's jaw clenched with terror, doubt, and indecision as Rachel had quit laughing and stood silent in horror while she was covering her mouth. Cassie wasn't looking any better as tears ran down her cheeks and Jake held the same expression Marco did while all five kids looked at me and I stared back at them before looking up at the ship and taking a step forward.

"Why?" I questioned while holding a serious expression.

_"An enemy approaches and I have delayed it, for now. There are two to fourteen decoys scattered across this hemisphere and its methods of falsifying them are slow, but our conversation must begin for we are close to the obvious target and luck may favor evil as easily as good,"_ Elfangor stated and Jake shivered from someone speaking into our minds before he looked at Marco and they sent each other a silent message with their eyes.

_"I am no kidnapper, Jake Berenson," _Elfangor assured and Jake snapped his head at the ship with his mouth dropped open in shock while Rachel let out a low helpless groan and Cassie stepped forward before holding Jake's hand while they laced their fingers together.

"Then why do we have to come inside and why don't you come out here?" Jake questioned suspiciously.

_"Because I am dying," _Elfangor admitted and hearing the acceptance in his voice made me feel sympathy for him.

"We have to go inside," Tobias declared suddenly and Marco looked at him like he was insane.

"Are you out of your fucking mind?! I can think of a hundred reasons not to and half of them don't involve Goddamn probes!" Marco exclaimed incredulously and Rachel shook her head as if trying to clear her thoughts.

"This...is real? This is really happening?" Rachel asked quietly as if to try and convince herself that what she was witnessing is real.

"It's a spaceship, Marco, and I doubt that whoever is speaking to us is in any condition to be a threat," I reasoned and Marco huffed.

"So find a camera, take a picture, get the hell out of here and bring it to the cops because let's take a fucking minute and think about how stupid this decision is!" Marco protested in disbelief.

"It's dying so what if it needs our help?" Tobias questioned.

"It says it's dying and even if it is, it's not our damn problem. You and the new guy can go inside and catch space AIDS for all I care, but I'm not interested in getting fucking abducted and having God knows what being done to me," Marco stated firmly before he turned around and was about to leave, then I cursed inwardly since him leaving was going to screw up the timeline and I needed him to stay here.

"Marco, wait!" Cassie shouted and we all looked at her, causing her to gulp while her jaw trembled and she continued, "It just said that...it said...it said all of us, right? We-We have to go in together or..."

_"Or else all of you will die," _Elfangor finished for her and Jake cleared his throat.

"Why should we believe you?" Jake asked nervously.

_"What would you say, Jake Berenson, if I told you I had seen your future?" _Elfangor inquired and Marco scoffed.

"Bullshit," Marco stated skeptically and there was an amused sound from Elfangor.

_"If I had wished you harm, Marco Rodrigues, do you think that you would still breathe? Do you think that I would need lies to strike you down? I wouldn't even need weapons so if I had to keep you here for an hour, my enemy would do the rest. What I am offering is help, help you desperately need, help that I cannot give you unless you come inside._

_Make your choice...trust and live or doubt and die,"_ Elfangor offered seriously and the future Animorphs all looked at each other for a moment before I made their decision by moving forward to the ramp.

I knew that Elfangor wouldn't hurt us, but I had to put on an act of keeping my gun out so that Jake and the others didn't become suspicious while the others followed me into the ship and in the graceful organic hallways we were walking through I'd seen shattered bulkheads, melted consoles, and scorched turf which told me that Elfangor put up one hell of a fight before being severally injured and forced to escape from the blade ship.

After making it to the bridge, the others gasped in shock when we encountered Elfangor for the first and last time as he was laying against the main console with a pained expression in his four eyes while his equine half had a nasty burn with a fatal gash on its side that was bleeding.

My first glimpse of him was exactly how I pictured him, appearing like a centaur with the addition of blue fur, a mouthless face with three slits for nostrils and one pair of eyes, stalks coming out of the top of his head with two more eyes, and the thick muscular scorpion tail with a deadly-looking curved blade on the end of it that told me one swipe would easily decapitate any of us.

"My God..." Tobias trailed off in awe while the others were struck stupid at their first encounter with alien life.

_"Hello," _Elfangor greeted us kindly and the others greeted back hesitantly as I noticed that he was wincing from his injury and holstered my gun.

"You're hurt," I pointed out in concern as I slowly approached him and kneeled down to check on his injury, despite the others warning me to be careful.

_"Yes...as I said before, I am dying," _Elfangor stated as I carefully placed a hand on his equine half and looked at him with a soulful expression since I knew that he was going to die and there wasn't enough time to save him.

"There isn't any way we can help you?" Cassie asked as she decided to carefully approach after I nodded at the others to prove that he wasn't going to hurt us.

_"No, I will die because the wound is fatal,"_ Elfangor admitted solemnly and Jake recoiled at that.

"Isn't there anything we can do? You can't die because you're the first alien to ever come to Earth and you don't deserve this," Jake pleaded in shock.

_"It is nice to see that you are concerned about my health, but we have far worse matters to discuss and only minutes to discuss them for all my skill and subterfuge. Before we proceed, there is one question you must answer as honestly as possible._

_Human children, what deeds would you do, what burdens would you shoulder, and how far would you go if the fate of your species hung in the balance?"_ Elfangor questioned with hardened eyes and Marco let out a single laugh of disbelief.

"I think you got the wrong guys, Mr. Alien, because we're not even out of high school yet so we possibly couldn't get two miles on foot before curfew," Marco quipped to try and lighten the mood, only Elfangor remained silent and shifted his gaze at us one at a time while he waited for an answer.

"Are you asking us to leave Earth? Is there...is something going to happen and you can only save a few people? Only humans?" Cassie inquired hesitantly but there was no response.

"If there's a fight, I'm in," Rachel declared, her voice suddenly strong and confident.

"What is it? What deeds, what burdens, and what fate?" Tobias asked and Elfangor moved slightly while grimacing in pain.

"You said we had only minutes?" Jake questioned after a short and quiet deliberation.

_"As many as forty, perhaps as few as twenty," _Elfangor informed him and Jake took a deep shaky breath while he looked at the rest of us and turned his attention back to Elfangor.

"It's not a fair question, but it's too late to say no, isn't it?" Jake asked and appeared crestfallen when Elfangor nodded.

_"There is no turning back once you made this choice, and it would be detrimental to you and your loved ones if you refuse...I am not the first that has arrived, there are many others,"_ Elfangor notified us as I looked pensive.

"Other aliens? Like you?" Tobias questioned and Elfangor slowly shook his head.

_"Not like me-" _Elfangor said and then he suddenly stopped before crying out in pain, a silent sound that echoed horribly in my mind and I had actually felt him dying for just a moment.

_"Not like me...they are far different than me," _Elfangor continued as I grimaced from what I felt from him.

"How are they different?" I questioned and the answer he gave us would stay with me for the rest of my life.

_"They have come to destroy you all...they are called Yeerks and they are different from us, different from you as well," _Elfangor answered while Jake and the others looked at each other uneasily.

"Are you trying to tell us that they are already here on Earth?" Rachel inquired and Elfangor nodded.

_"Many are here in the hundreds or thousands, maybe more," _Elfangor replied as the others looked scared at the thought of that many members of a malicious alien race already wandering around on Earth.

"They must have a way to hide from the public eye, like stealth tech or something similar," I said before Marco could speak.

_"You are correct...half correct at least. The Yeerks have different bodies from you and me, having the ability to live inside the bodies of different species. They are..."_ Elfangor trailed off as if he's having difficulty describing what a Yeerk looks like, then he closed his eyes and appeared to be concentrating before the image of a Yeerk appeared in my head, looking like an ugly black greenish-gray slug without a shell and at the size of a rat or a bit smaller.

_'A Yeerk,' _I thought, feeling disgusted and a slight contempt at the sight of the sickening creature.

"Jesus, talk about one ugly son of a bitch," Marco commented while I was focused on making sure Elfangor didn't bleed out too much.

_"They are almost powerless without hosts because they-" _Elfangor stopped again and I felt a blast of pain from him, along with sorrow and agony that was so intense it almost felt like my head was splitting open and I could see that the others felt it too since their grimaces told me everything.

_"The Yeerks are parasites and they must have a host to live in, which is called Controllers. They enter the brain and are absorbed into it, taking over the host's thoughts and emotions while trying to get the host to accept them voluntarily, it is easier that way._

_Otherwise, the host will be able to resist just a little,"_ Elfangor explained with cold surgical precision while Jake gulped.

"So, you're saying that they take over people? These fucking things take over their bodies?" Rachel questioned with a look of disgust while the others were shocked.

"Look, this is serious shit because we're just kids and you shouldn't be telling us, you know? This is something the government should know about," Jake chimed in and I looked at him.

"And if the Yeerks find him? He just said that there are thousands of these things on Earth, thousands of human-controllers so how do we know that some of those damn things aren't in the government and the military?" I asked stoically with eyes that appeared to be looking right through him and Jake seemed to be uncomfortable at the cold and calculating stare.

_"He is correct, their operation is currently limited by the inaccessibly of this system through ordinary means of space travel while there is a single pool ship in orbit that's supported by a single nexus on the ground._

_The invasion force has finite resources and is largely dependent on co-opted Earth technology, which is far inferior to that of the main Yeerk fleet currently blockaded several thousand light-years from here._

_Even so, we estimate that there are thousands of host-ready Yeerks strategically placed in many populated areas in different continents across this planet by subterranean pools under the centers of those areas like your city, along with material to support an infestation ten times that size. The pools are where the Yeerks live in their natural state and where they must return every three days to absorb kandrona rays, an essential nutrient._

_In all likelihood, the number of actual Controllers in your city is well under a thousand, but even slow exponential growth will eventually reach a turning point. You have until that point or outside reinforcements from the Yeerk fleet arrive,"_ Elfangor informed us while I was frowning thoughtfully.

"How long?" Marco inquired.

_"There's no way to be certain but I've made a calculated guess that it'll be either six months or thirty if they are stalled long enough by my people, the Andalites," _Elfangor replied.

"And your people, the Andalites? What about outside reinforcements from them?" Rachel questioned and Elfangor shook his head.

_"The threat is not recognized because my people know little and less of war, though they are learning but without urgency. They see the Yeerks as an irritant, a distraction, a minor problem and by the time seven billion human-controllers begin pouring off the surface of the planet, the war will already be lost," _Elfangor stated.

"But you came," Tobias interjected and Elfangor looked at him grimly.

_"Yes, but not to save you...if the Andalites do come, it will be to complete the mission I have failed," _Elfangor declared stoically and felt my stomach twist at the horrific implications of what he meant.

"You came to kill us all," I accused darkly as the others straightened up with their faces showing expressions of pure horror.

_"Yes, because you are their food, weapons, and their war machine with seven billion minds chained to their yoke while seven billion bodies do their bidding. You are the wave they will ride as they sweep the galaxy clean of those who'll oppose them so I came to deny their prize, armed with a weapon that should have burned your world to cinders,"_ Elfangor answered with his eyes hard and unapologetic as the others showed their own reactions to this terrifying new information.

"But it didn't work," Jake pointed out, looking torn between feeling relieved or horrified.

_"No, it did not work, but now it's up to you," _Elfangor told us as he gestured for me to help him up, then I put one of his humanoid arms around my shoulder and he struggled to stand up while gripping the console until he was standing upright with his equine legs wobbling slightly from blood loss and he nodded at me.

_"I know that you are young and have no power with which to resist the Controllers but I may be able to lend you some assistance with the help from a piece of Andalite technology, a technology the Yeerks don't have and has allowed us to go unnoticed in many parts of the universe,"_ Elfangor said as he started typing on the control panel while the computer came alive with strange symbols appearing on the screen.

"What kind of technology?" Rachel inquired curiously.

_"The closest word would be morphing, I think...shapeshifting would seem to be too broad since you can't take the form of anything that is incapable of moving or sensing its environment, nor anything that lacks some kind of genetic map._

_It is done with nanotechnology in response to focused thought, though the process is too complicated to explain. Imagine your form physically altering into another shape while any mass is stored in another dimension by being controlled via a mental link as the new form will be real in every way._

_You will witness arms becoming wings, eyes becoming antennas, skin becoming scales or fur while you will be a whole other organism altogether as your library of available morphs expand through manual acquisition._

_Simply touch the organism you wish to become, focus your thoughts in a particular way, and the system will begin its analysis...the first analysis will take hours but given the shared ancestry of life on this planet, subsequent acquisitions will be usable within minutes or seconds,"_ Elfangor explained as he reached into a compartment and took out a strange mechanical syringe filled with a silver liquid while approaching me.

Before I could react, he grasped my head and I gritted my teeth in pain as he injected the syringe into one of my ears and did the same with the other one while heading to the others and doing the same thing, then I gently clutched one of my ears and felt blood seeping through my fingers until the bleeding stopped shortly.

_"This device will blend with your body's hardware sufficiently well to be preserved during the morphing process, also fatally terminating any Yeerk that attempts to infest any of you. Note that while this is a tremendous safeguard for the Resistance as a whole, it will do little to protect you if you are captured since Yeerks are notoriously disinterested in unusable hosts,"_ Elfangor told us while the others were grimacing with gasps of pain, then he went back to the compartment and put the syringe back in before typing in a code on a smaller one.

_"The device was developed after our second greatest failure...during the battle for the Taxxon homeworld, a single Andalite was made into a Controller and the resulting betrayal of our race's secrets led to the destruction of the Thirteenth Fleet, known as Alloran's Fall on the tail of Seerow's Kindness. We Andalites have abandoned most of our superstitions, but one of the few that persists concerns the special nature of the number three._

_Much discussion had been over when our third failure will come, and what its consequences will be so I can only hope that history will not label it Elfangor's Trust,"_ Elfangor explained as he opened the compartment and took out a small blue cube that was glowing and had shapes and figures inscribed on it while he held a solemn expression in his eyes.

"Is that your name?" Tobias questioned and Elfangor looked at him.

_"Yes...this is the Iscafil Device, which is the sole method of conferring the morphing power upon a sapient living being. I will use it upon each of you in turn, teach you how to use it yourselves, and then key it so that any one of you may trigger its self-destruct remotely via telepathic link._

_You will keep it safe and if you cannot keep it safe, you will destroy it,"_ Elfangor stated and Jake raised a hand to get his attention.

"Wait, why don't you keep it safe and come with us? I mean, I know that you're dying, but can't you morph into something else to heal up or something?" Jake questioned in confusion and Elfangor sent him a sad sympathetic expression.

_"You are correct when you say that I would be able to heal myself by morphing into another shape, but there is no time for that anymore and there is a limitation to the morphing ability. The technology draws its energy from the background radiation of the universe, which is not present outside of normal space while the countdown begins the moment you are in another form and if you have not demorphed by the time the clock runs out, then the change becomes permanent,"_ Elfangor warned with a serious expression.

"So, you can get stuck as a bird or whatever?" Tobias asked and Elfangor looked pensive.

_"You will become a nothlit, the worst fate an Andalite can ever experience with your original form ceasing to exist and being trapped in the morph if you do not change back in time so be aware of the time limit while you are in a morph._

_For an adult Andalite body, the change typically lasts around one human hour but your bodies are smaller and less complex in some ways, so I predict that you'll be able to stretch the time limit to two or maybe longer and the cube will tell each of you as it transfers the morphing ability and you must check the number again regularly, particularly after any significant growth spurt,"_ Elfangor told us as he pressed on certain symbols and the blue glow pulsed as it intensified while cycling through a series of patterns.

"So, in a few minutes, you're just going to die and not even bother to heal yourself? Why? Why can't you just morph to save yourself or call for help?" Tobias demanded with an edge of outrage creeping in his tone and I understood why Elfangor was doing this since I read what will happen to him soon.

"I see...you're planning to use yourself as a decoy so that we can escape, aren't you?" I questioned while Elfangor was quiet for a small time before he nodded, causing the others to look shocked at the confirmation while he sent a compassionate look to each of us.

_"Do not forget that Visser Three approaches and he is the cruelest and more sadistic of all the Yeerks, so he must not discover your existence or he will kill you all. I will remain behind to draw his attention on me while you all escape without detection._

_Perhaps, if I am lucky, I will even purchase a small victory before my death and it is not the worst fate that could befall an Andalite who would call himself a warrior...now, place your hands on the cube and we shall see what fate thinks of a human child's resolve,"_ Elfangor instructed and the others looked hesitant before we all stepped forward and placed our hands on the cube as it glowed brighter.

Suddenly, I was zapped by something that felt like lightning and I found myself staring up at the ceiling until I discovered that I was laying on the floor while the others were checking on me with looks of panic as I wondered why this happened since it was supposed to feel like a harmless tiny shock, then I assumed that the cube had a different effect on me due to my altered genetics and I sat up.

"Jeremy, are you okay?!" Jake exclaimed and I waved a hand at him as I stood up and brushed myself off.

"I'm fine, though I assume that wasn't supposed to happen?" I asked Elfangor, who was taken aback and he nodded in agreement.

_"Indeed, that wasn't supposed to occur but..." _Elfangor trailed off as he took a closer look at where I touched the cube and all four of his eyes widened in shock before he looked at me and limped over.

I was confused by the intense stare he was giving me until a private message from him appeared in my mind and I understood what had him so shocked, discovering that I was an advanced Estreen while I didn't have a time limit with my new morphing ability and I saw them as a great advantage against the Yeerks since that means I would be able to morph into any animal anytime I wanted without worrying about the time limit, along with controlling how I morph into a new form and I nodded in understanding while the others were looking puzzled by the mental conversation we were having.

"Um, would somebody tell me what the fuck just happened?" Marco piped up and I sent him a look.

"I'll tell you later, but we need to go right now since the Yeerks are most likely about to arrive any second," I pointed out and a hardened expression appeared in Elfangor's eyes.

_"Agreed, now quickly place your hands on my flanks and focus your minds upon my form and my essence before you hold the image of me for ten seconds in your minds and wait, then you will know when the acquisition is complete,"_ Elfangor instructed and we did what he said and I focused before a nice sensation entered my hand and it was different than what the books described so I figured that it was also due to my altered genetics as we finished acquiring his form and backed away.

_"This form will be one of your primary weapons and use it to hide your true identity from the Yeerks, make them think that they're suffering at the hands of a guerrilla unit of Andalite shock troops and your new morphs will be strong and fast while being more than a match for Taxxions and able to overpower all but the most skilled Hork-Bajir. Now, you must go by heading down the ramp and run as fast as you can._

_The presence of my ship has scrambled their sensors, but you must be out of range when the Yeerks land because they know that I cannot be taken and will bring only death,"_ Elfangor stated and it was that conclusion that appeared to affect the others until I spotted movement outside of the ship and saw that they were three lights moving across the night sky that nobody would've thought otherwise, but I knew different.

"Hey, we got incoming," I notified the others while pulling out my Glock and Elfangor looked alarmed at the news.

_"They're here, run!" _Elfangor ordered urgently and the others took off to the entrance of the ship, but I stayed behind to say a few last words to him.

"Don't worry, I'll keep them safe...including your son, Elfangor-Sirinial-Shamtul while we give them a war they won't believe," I said and Elfangor looked shocked that I knew his full name and who his son is until an expression of realization appeared and he let out a short mental laugh that told me he figured out who sent me.

_"Ellimist," _Elfangor muttered and I nodded to confirm what he was thinking.

"Yes, he sent me here to prevent a very dark future from happening, and are you absolutely sure that you can't morph to heal up the lethal injury?" I inquired and Elfangor nodded.

_"I can morph, but I don't have enough time because, by the time I try, it will be too late and I cannot focus due to the pain...please, promise me that they will be safe...promise me that this won't be for nothing,"_ Elfangor pleaded and I placed my free hand on his shoulder while looking at him with a serious expression.

"It wasn't for nothing because we will win this war and all of us will come out of this alive, I swear," I empathized with a determined look and Elfangor sent me a thankful expression.

_"Thank you...please tell my son that I'm sorry I wasn't there for him when the time is right," _Elfangor requested and I nodded as I let go of his shoulder and took the cube before putting it in my jacket pocket.

"I will, and I'll be sure to look after your brother when I find him so do me one favor, give those bastards hell," I said and Elfangor's eyes narrowed.

_"Thank you, and I intend to," _Elfangor vowed as I snapped to a salute and took off to the entrance until I ran out of the ship, just before the spotlights from the bug fighters aimed at the blade ship and I was lucky enough that the Yeerks didn't see me.

I quickly joined Jake and the others as I hit the dirt, skidded down, and came to a stop behind a low crumbling wall until I peered over the edge with my gun raised and finger off the trigger as the two bug ships touch down on either side of Elfangor's ship.

"Oh god, somebody wake me up now because I've had enough of this fucking nightmare," Marco whispered with his voice sounding rattled and I could see just how terrified he was.

"It's not over yet," I whispered back as the larger ship began to descend and my training kicked in as I kept my gun up while making sure I was properly hidden.

After the blade ship landed, we could see a loading ramp lowering to the ground and Cassie nearly screamed at what came out, but Jake managed to clasp a hand over her mouth just in time while the reptile/dinosaur-like creatures with blades on their bodies exited the large ship and moved around to take up standard military defensive positions as I quickly identified them as actual Hork-Bajir.

_"Hork-Bajir controllers...the Hork-Bajir are good people despite their fierce looks and were once a peaceful race, but the Yeerks came and enslaved them all so now every one of them is controllers and should be pitied," _Elfangor spoke and everyone jumped while I could see him exiting his ship weakly before collapsing, then I quietly shushed anyone from speaking as giant centipede-like creatures also left the ship and I scowled in disgust at the sight of them.

_"Taxxions, they are foul and vicious before the Yeerks appeared and they became voluntary soldiers so never hesitate against them,"_ Elfangor informed us grimly while sounding weak at the same time and I shot a piercing look at Marco to shut him up before he says something to alert the controllers to our location.

As we watched the Hork-Bajir-controllers and Taxxions keep pouring out of the ship and securing the perimeter with handgun-shaped weapons that I knew were dracon beams, one very large Hork-Bajir approached our location and stood near the crumbling wall just before I ducked down with my gun aiming up at the edge as the others started trembling and the alien reptile aimed his gun around while his snake-like head moved left and right as he scanned the area.

_"Remain absolutely quiet and don't move because even if Hork-Bajir can't see very well in the dark, their sharp hearing more than makes up for that,"_ Elfangor warned and I looked at the others before holding up a finger to my mouth in a gesture to be quiet and slowly signaled for them to stay low.

The controller got even closer until he was six feet away from us and I got my gun ready, but I didn't want to fire unless I had no other choice since a gunshot would bring down a lot of hell on us and I could see the others doing what they can to stay quiet, though they looked completely scared shitless and I didn't blame them.

_"Courage, my friends," _Elfangor reassured as I felt a warmth and some kind of calm take over, causing me and everyone else to look more relaxed and I sent my appreciation to him mentally.

I carefully looked around for any way to distract him and saw a small rock sitting next to me, then I had an idea and picked up the rock before seeing a metal beam several meters from us until I threw the rock at the beam. The rock hit the beam and it made a loud banging sound, drawing the Hork-Bajir's attention and it moved his head at where the noise was before walking away to investigate as the others let out quiet sighs of relief and sent me thankful looks just before we noticed all of the Hork-Bajir-controllers and Taxxions assembling around the blade ship and some of them stood stiffer than usual.

"What the hell are they doing?" Jake wondered quietly and I knew what I was looking at since I have done it many times before in the military.

"They're standing at attention and waiting for their commanding officer to exit the ship," I observed stoically and Marco shot me a dry look.

"How the fuck can you tell and who knows why a jelly-eyed centipede and a walking salad shooter from hell are standing at attention," Marco retorted in a quiet tone of voice and I looked at him before pointing at the controllers and Taxxions.

"Not too different from human soldiers apparently since they're all assembling around that ship and looking tenser than before, so I assume that this Visser Three individual is coming out to personally oversee things," I whispered and just as I said that, an Andalite came out of the ship and I recognized him as Visser Three.

_"Visser Three," _Elfangor told us, spatting the name like it was poison and I couldn't help but also feel contempt for the monster.

"Wait, isn't that an Andalite?" Rachel whispered in confusion.

_"Only once has a Yeerk taken an Andalite body, and that's you are seeing now while his name is Visser Three but he has the ability to morph so be extremely cautious when you're facing him in combat,"_ Elfangor warned grimly as Visser Three walked confidently to his badly injured body, though it was easy to tell the difference between the two despite being a part of the same alien race.

It looked like Visser Three was much more muscular and seemed about a foot taller than Elfangor, but it wasn't just how he looked and what I could tell from his body language and eyes. I could see the arrogance in his eyes and a twisted sadistic glee that could only be seen on a pure sociopath who has no remorse or empathy for what he does, not to mention that the narcissistic arrogance told me that he believed he was untouchable but I was going to change that one day.

_'Visser Three, if the others don't eliminate you first, then I will,' _I thought as I stared at the Andalite-controller coldly and a dark laugh appeared in my mind suddenly while the others jumped at the different voice we were hearing.

_"Remain calm, he cannot hear your thoughts as long as you don't direct them to him and you can hear his thoughts because he's broadcasting them for all to hear. This is a great victory for him, so he wants all of his subordinates to hear," _Elfangor explained as we listened to what Visser Three has to say.

_"Well, well, what do we have here? A filthy Andalite? Ah, but no ordinary Andalite and none other than Prince Elfangor-Sirinaial-Shamtul himself if I'm not mistaken. An honor to meet such a legend and how many of our fighters have you shredded? Seven, or was it eight by the time it ended?"_ Visser Three mocked while I narrowed my eyes.

"I bet it was more than eight," I commented quietly and the others looked at me.

"I think so, too," Jake agreed, nodding as he forced out a smile of his own to lighten the mood.

_"The very last Andalite in this sector of space so I'm afraid that your dome ship has been destroyed completely with what's left of it burnt up in this little world's atmosphere,"_ Visser Three continued as he leered down at Elfangor.

_"There will be others," _Elfangor shot back hatefully, and Visser Three laughed in amusement as he took another step forward.

_"Yes, but it will be too late by then because when they come, this planet will be mine! My own contribution to the Yeerk Empire, our greatest conquest, and then I'll be Visser One," _Visser Three said gleefully as I pretended to look thoughtful.

"Hmm...Visser has to be a ranking structure so Visser One could be similar to a General while Visser Three is a Major of some kind," I whispered while making sure the others could hear me.

_"Why do you want these humans? You have your Taxxion allies, your Hork-Bajir slaves, and the other slaves from other worlds so why these people?" _Elfangor asked angrily.

_"Because there are so many and they are so weak! Billions of bodies and they have no idea what is happening because, with this many hosts, we can spread throughout the galaxy, the universe even! We will be unstoppable with billions of us, though we'll have to build a thousand new Yeerk pools to raise enough Yeerks for half this number of bodies and hundreds of ships just to transport them across the stars!_

_Face it, Andalite, your kind have fought well and bravely but you have lost! I promise you one thing, Prince Elfangor...when we have this planet with its rich harvest of bodies, we will move against the Andalite homeworld and I will personally hunt down your family before overseeing the placement of my most faithful Lieutenants in their heads._

_I hope that they will resist so that I can hear their minds screaming for mercy," _Visser Three said sadistically while Elfangor weakly stood up to glare at him and I knew that the Andalite-controller was a twisted bastard, but this was a whole new low and it reminded me that he needed to be stopped along with my psychotic brother as Visser Three approached Elfangor.

Suddenly, Elfangor tried to decapitate him with his tail in a split-second, but Visser Three managed to move his head out of the way as his shoulder was slashed open with dark green blood spilling from his nasty injury and he shouted in pain.

"Yeah, hurt the motherfucker bad!" Jake hissed and I let out a small smile, just as the tail on the Andalite ship fired a blue beam of light that sliced through one of the bug fighters with Taxxions and Hork-Bajir fleeing from it as what was left of it exploded and fell to the ground.

"Nice work, soldier," I muttered and Marco smirked at that.

_"Fire and burn his ship!" _Visser Three ordered furiously as the blade ship and the remaining bug fighter shot at the Andalite ship, causing it to vaporize and disappear until there was nothing left while I could see a small group of people watching as they were in the shadows behind Visser Three but the explosions helped me see them more clearly.

"There are people over there," Jake whispered and Marco looked puzzled as he spotted them.

"What the hell...are they prisoners?" Marco wondered in confusion and I shook my head since they weren't prisoners and I knew the Yeerk controlling Vice-Principal Chapman was with them.

"They don't look like they are prisoners so they must be controllers," I pointed out while Visser Three glared at Elfangor, who was looking rather pleased with himself for badly injuring Visser Three and destroying one of the bug fighters.

_"Grab the Andalite and hold him for me," _Visser Three ordered and three Hork-Bajir grabbed Elfangor by the arms and tail before holding him down with two blades against his neck, though they didn't kill him since I knew that Visser Three wanted to do it personally for being injured in such a manner.

At that moment, I tensed up with hardened eyes and the others looked horrified as Visser Three began to morph and it put me on edge as his head grew larger and larger, his four horse-like legs merging into two massive ones that were bigger than redwood trees while his bones snapped and crunched loudly in a disturbing fashion before his arms split apart and formed into tentacles, then a mouth with very sharp teeth appeared on its bloated hideous head as the mouth got wider and wider until becoming a horrible terrifying grin.

"Oh god, this isn't fucking real," Cassie whispered with tears welling up in her eyes as she was trying to deny the monster's unholy existence, then Visser Three started roaring and I grimaced while the others started whimpering.

I didn't blame them for reacting like that since that monster was a horrifying sight and I knew what was going to happen next since reading about it was one thing but seeing it was another as Visser Three reach out with one tentacle and grabbed Elfangor by the neck.

"Jesus, just don't look," Rachel muttered as she put her arms around Cassie's shoulders and held her close before holding Tobias' hand, then we watched helplessly as Visser Three lifted Elfangor into the air while the Andalite was desperately trying to fight back by using his tail but his attacks were useless as Visser Three held him in the air and opened his mouth.

"You son of a bitch," Jake growled as I could see him stand up and grabbing a rusty iron pipe before starting to climb over the wall, causing me to quickly grab him by the back of his shirt and I yanked him back down while shooting him a sharp look.

"Get your damn head down and keep quiet before you get us all fucking killed!" I hissed quietly as Tobias helped Marco pin Jake down and Rachel covered his mouth.

"Jake, don't because he doesn't want you to die for him, he's dying for us," Cassie reasoned while she placed a hand on his cheek.

"Let him die with some honor, Jake, because he's doing this so that we can live to fight another day, which I intend on doing," I stated while the others were staring at me oddly, but I ignored it as I kept watching and saw Visser Three drop Elfangor into his mouth and heard flesh tearing apart, internal organs being pulverized, and bones breaking while I witnessed Elfangor dying right before my eyes as green blood and gore splattered the ground under Visser Three.

I could hear Elfangor's cries of agony being burned into my brain while they faded and the others had turned away in pure horror and revulsion while I saw human and Hork-Bajir-controllers laughing and cheering at Visser Three's supposed great victory as the Taxxions scattered around to feed on whatever remains that were left as I felt a boiling heat in my blood and realized that I was feeling hot rage while I was gripping my gun so tight that my hand was turning white, and Visser Three demorphed back to his Andalite form.

_"Ah, nothing like a good Antarean Bogg morph for...taking a bite out of your enemies," _Visser Three joked cruelly and the controllers laughed again as I looked away and saw Marco about to throw up from the horrors being too much for him to take anymore.

"Guys, get ready to run and separate," I warned just before Marco threw up, alerting one of the nearest Hork-Bajirs as he looked in our direction and narrowed his eyes to get a better look until I rose up with my gun aimed right at him and his eyes widened until I shot him in the face with his head snapping back and his dead body dropping to the ground.

"Run, now!" I shouted urgently as I turned my aim to Visser Three, who was quickly looking around while the other controllers were scrambling to get into cover before I fired and the bullet struck Visser Three in the chest until I heard him shout in pain as he started clutching his bleeding chest and stumbled back before tripping on his own hooves and collapsing to the ground.

Pretty soon, the others bolted and separated in different directions as the controllers spotted me and fired their dracon beams as my reflexes kicked in with everything slowing down and I spun around to run while easily avoiding the laser fire and catching up to Tobias, who was running for his life and gasping with small panicked breaths and swearing.

"Follow me!" I called out to him and we headed to where I had parked my truck earlier before we fled into an alley where my truck was parked, then I got in while Tobias hopped into the back of the ford and I started the truck when I spotted a Taxxion skittering into the alley while hissing at us.

"Hold on back there!" I yelled as I shifted gears and slammed the gas pedal to the floor, causing the truck to skid forward and the Taxxion seemed to show an expression of surprise with a look of horror quickly setting in as it frantically tried to crawl out of the way but it was too late.

The truck slammed into the centipede-like alien and it exploded from the force, painting the front of the truck with its gore and I used the windshield wipers to clear some of it off as more Taxxions approached and proceeded to eat the remains of their dead friend while I hit the gas and a Hork-Bajir didn't have the same weakness as it ran towards us and leaped onto the truck before slicing at me with its arm blade and I ducked to avoid getting decapitated.

"Plug your ears and keep your head down!" I shouted at Tobias before I quickly raised my Glock at the windshield, causing the controller to actually take up a panicked expression until I fired through the glass twice and killed it with perfect accuracy.

Once the alien was dead, its body slid off the truck and the vehicle rocked while it ran over the dead body and undoubtedly crushed the Yeerk controlling it inside if it survived the gunshots, then I swerved down another road and drove as fast as I can while looking behind me once in a while to make sure that we weren't being followed.

Luckily, it looks like we managed to escape them since there were no other controllers after us, so I assumed that they were not only busy herding the Taxxions back before anyone saw them and getting Visser Three immediate medical attention, but they were most definitely also using their ships to get rid of the evidence as I tapped my fist on the window behind me to get Tobias' attention.

"Hey, are you doing okay back there?" I inquired as I holstered my gun while I could see Tobias appearing frozen from what just happened and my voice snapped him out of it before he nodded shakingly.

"Y-Yeah, I-I guess...that...holy shit...that was pretty fucking awesome with what you did," Tobias gasped with his hand on his chest as he grinned and laughed wheezingly.

"Well, we can thank our country's second amendment rights for that or we might not have made it out of there alive, so it looks like that seemed to be the last of them and those Taxxion bastards like to...eat one of their own, disgusting cannibals," I muttered as I sighed and ran a hand through my hair during our drive.

"So, what now?" Tobias asked and I looked back at the review mirror.

"Right now, we all need to go home since it's eight or nine now and your family is probably starting to get worried by now, so just tell me where you live and I'll drop you off," I told him, and Tobias didn't look too sure about that while I knew the reason why but he didn't seem to complain after nearly being killed or eaten.

I followed his directions until I dropped him off at his aunt and uncle's home, then I went home and parked the truck before locking up the house and laid down in bed while trying to get some sleep but I wasn't successful in the first few minutes while I kept replaying Elfangor's death over and over in my mind.

_'Damn it, I could've saved him,' _I thought with a pensive look, but I knew that I couldn't have saved him even if I tried and the others needed to see it to understand that they were facing a very real threat and I would make sure that Visser Three pays for what he did.

A few minutes passed and I managed to drift off into a dreamless sleep as I wondered how the future would turn out now that I was here.

* * *

A/N Hey, sorry for not updating in so long, but I was dealing with some personal issues and worked on my other stories so I was a bit busy but now I'm back and finally finished this chapter.

Anyway, I noticed that there are no reviews on this story and it's kinda a letdown while no one answered my question about if you want Jeremy to have no time limit with his morphing ability, so I decided to say screw it and put it in anyway and why make him an Estreen?

Well, not having a time limit and being an Estreen could be because of his altered genetics or Ellimist had a hand in it and I'll leave that up to you to interpret it any way you want, not to mention that they would be very advantageous during the war.

Anyway, let me know what you think about this chapter so stay tuned and stay healthy during this crisis we're facing.


End file.
